Code of Business Conduct

1. INTRODUCTION

The Gough Group places high importance on ethical dealing with everyone with whom we engage; including our own staff, our customers, contractors, supply partners and stakeholders.

Our Code of Business Conduct applies to all Gough Group employees and to all contractors who perform work for or provide services to the Gough Group.

We believe that certain standards of behaviour are necessary to ensure orderly and efficient conduct of the Company’s business, to maintain good order and discipline and to ensure the safety of people and protection of the Company’s property and assets.

If, at any time, you believe that our conduct is inconsistent with this Code, please communicate that to us by means of the procedures set out under Improper Activities.

2. INTEGRITY IN THE WORKPLACE

ETHICAL COMPLIANCEEveryone in our organisation will, at all times, operate in the most ethical manner. We will never operate illegally, we will always honour our commitments and we will treat with respect and honesty all those with whom we deal or who are in any way associated with our organisation.

INFORMATION SYSTEMS, EMAILS and SOCIAL MEDIAOur electronic communication systems such as email, telephones and internet access are provided for business purposes and for reasonable and appropriate personal use at work. The standards of content and care which apply to hard copy communication are equally applicable to electronic communication. No employee is authorised to send anything to anyone else which, on any reasonable view, would be deemed to be offensive or indecent.

DIVERSITY AND SEXUAL HARRASSMENTWe will not tolerate discrimination based on race, culture, gender, age, physical ability or sexuality. We do not subscribe to, nor will we tolerate, sexual harassment of any kind. We have zero tolerance of any form or perceived form of sexual harassment.

HEALTH, SAFETY AND WELLBEINGWe are committed to ensuring employees, those who work with us, and our customers and supply partners, do so in a safe and healthy environment. We believe that it is possible for everyone to go home from work every day having suffered no harm.

Our specific health and safety policies and procedures are detailed in a Health and Safety Handbook. A more comprehensive Health and Safety Manual is held at each Gough branch.

PROTECTION OF COMPANY ASSETSEvery employee is responsible for protecting Company assets and for using good judgement to ensure that physical and intellectual property and financial assets are not damaged, stolen, misused or wasted.

The Gough Group is a private company and protecting the Company’s proprietary information, technology, research, confidential data, brands and image against misuse, loss or theft is vitally important to us. We also have an obligation to respect supplier and customer information that is disclosed to us during the course of business.

MISCONDUCTThe Gough Group places clear expectations of appropriate conduct on all employees and this includes definitions of conduct or behaviour which is not acceptable to us. We do not hesitate to apply our disciplinary procedures to any employee who breaches our conduct standards.

DELEGATED AUTHORITYThe Gough Group operates in accordance with a Delegated Authority policy which sets out roles and authorities in relation to activities by employees as representatives of the Company. Every employee is aware of the extent to which he or she can make a commitment on behalf of the Company. Anyone dealing with the Gough Group is entitled to request confirmation that their Gough Group contact person has the requisite authority to deal on behalf of the Company.

3. INTEGRITY IN BUSINESS PRACTICES

EXTERNAL RELATIONSHIPSThe Company is committed to the establishment of on-going ethical business relationships with its customers, suppliers and agents/representatives. The reputation of the Company and its employees will be determined by how people conduct themselves within these relationships, both on and off the job.

During the conduct of business every team member is expected to:

Always act in the best interests of the Company.

Never make promises that the Company cannot or does not intend to keep.

Never make commitments on behalf of the Company which he or she is not authorised to make.

Limit entertainment to that which is deemed reasonable, customary and necessary to facilitate business.

Never make false, misleading or disparaging remarks to customers, suppliers and agents/representatives or prospective customers.

Respect the confidentiality of any information which has been given to us in confidence.

Third parties who conduct business with us or who provide services for or on behalf of Gough Group are and will be selected and engaged in accordance with the ethical standards outlined in this Code. ‘Third parties’ includes suppliers, service providers, consultants, sales agents, accounting or law firms etc.

Gough Group believes in free markets and fair competition because this ensures that our customers obtain the best products and services on the most favorable terms. We will not engage in behavior that would limit competition in breach of applicable laws and regulations.

CONFLICT OF INTERESTThe Gough Group and each of its team members will avoid potential conflicts of interest and each member is expected to report any such conflict as soon as it becomes apparent.

GIFTS AND ENTERTAINMENTThe purpose of gifts and entertainment in business is to create and maintain goodwill. Our purpose in offering business gifts or courtesies is therefore not to gain improper advantage. Receipt of gifts or offers of entertainment will be treated in a similar manner. Guidelines for Gough employees on what is acceptable practice are contained in the Gough Employee Handbook.

4. INTEGRITY IN THE COMMUNITY

LOCAL COMMUNITYWe will support the needs of our local communities and will conduct ourselves with respect for their requirements and customs.

ENVIRONMENT POLICYThe Gough Group is committed to minimising negative effects and to maximising positive effects on the environment as a result of our activities. We will always try to act in a way which contributes to improving the environment for future generations.